I like this Test much better
by Lamia Angel of Death
Summary: The tests are no longer working for Wheatley. He wracks his brain for a solution...then finds one. Chell gets a surprise she would never have expected... -Extremely WheatlyxChell. Don't like, don't read!-
1. Chapter 1

**Author's Note:** I did this at the request of a friend. She had me draw a picture of this and I wrote a fanfic about it. I know, it's not perfect and I messed with some things. I figured I'd post this just in case it WAS the end of the world tomorrow. Not to say it is, but just in case. Anyways, also note the mature rating. It is indeed mature and if you take offense to anything of the sexual nature just close this fanfic because it is not for you! I also apologize for any formatting errors. I wanted to get this up just in case. I may just edit this later...

**Disclaimer:** I do not own any characters in Portal 2. Valve does. I just claim this story concept.

Wheatley banged his metallic head against the screen, groaning. "Ugh! If I'm such an idiot why can't you solve a simple test!" he said, staring into the screen.

Chell simply looked up at the overly large screen of his face, frowning and not saying a world like she usually did.

'_Why isn't this working!_' He asked himself, his thoughts streaming through his circuitry and wires trying to add up why the euphoria was not coming to him anymore. He had done everything he could from making the tests harder, to mashing tests together, and even as far as to insult the woman and her stupid potato friend to get them to do the tests faster and more intelligently. But not matter what he did, the responses stopped coming and he was slowly becoming immune to the feeling.

'_I have to do something, and fast. But what?'_ he continued to think to himself. He continued to watch her solve every single test chamber, but the feeling wasn't there. He had to do something or he would go mad. Then, something came to mind. The light between his shutters that were eyelids grew very thin as an idea graced his robotic brain. _'I guess I will just have to try a different method…' _he cackled softly, eventually getting louder. He stopped when he realized that Chell was looking at him strangely.

"…What a moron", GLaDOS, or POtaTOS said, chiming in.

"I AM NOT A MORON!" He said, yelling.

Chell winced at this, shaking her head. She went through the exit door and onto the elevator, the doors closing with a hiss. The elevator suddenly began to ascend instead of going down like it usually does.

"I have a surprise for you. I think you are going to love it… I'm not sure if you are catching what I am saying…"

Chell's eyes narrowed slightly, what could he possibly have planned?

Wheatley chuckled softly. _'Let the games begin…'_

Chell gripped the Portal Device tightly. What could Wheatley possibly have planned? Was he going to kill them both?

"He's taking us right to his lair! We have to be prepared for anything…he just might have decided to finally kill us" POtaTOS said, her voice going grim.

Chell visibly gulped. Normally the thought of danger didn't bother her as much; she was so used to GLaDOS trying to kill her with tests. But for some reason it was different with Wheatley. She had grown so fond of the little personality core, it just broke her heart to see what he was becoming. She had to be prepared for anything, but she didn't feel prepared enough. She wasn't prepared to see him as the monstrosity he became when he was fused to GLaDOS's body. She watched as he slowly turned into a monster, and she felt so helpless to stop any of it. She had to prepare for what was to come; and what she had to do.

The elevator finally reached the top and they were slowly lifted into a semi-dark room. It was deathly quiet, save for the humming of machinery. The compound shook with the slow destruction of the Enrichment Center. Chell cautiously walked off of the elevator, which was the only true source of light in this dark room. She held the Portal Device in front of her, as if to shield her from anything that might come at her, like any good the gun would do against him. If anything she could try and portal away from him- Her thoughts were cut short as the elevator descended, plunging her into total darkness.

POtaTOS gasped slightly. "Ok…we need to stay calm…we have to think-"

The AI's sentence was cut short as the Portal Device was ripped from Chell's hands without warning. Chell tried to make a grab for it, but failed miserably, the darkness preventing her. The AI continued to yell to be let go, but then suddenly was silenced as the device was taken out of the room. The woman fidgeted where she stood, not knowing what to expect.

"I bet you are wondering what the surprise is…." A familiar voice said, making Chell freeze slightly. "The truth is…the tests aren't working anymore. And I don't need you to test…I found something better to do with you…"

The woman looked around, trying to find the source of his voice. It seemed to be all around her as he spoke, but she continued to try.

"I hope you will enjoy your surprise…I know I will."

After he spoke, Chell felt something slither up the back of her shirt, lifting her up into the air. She gasped slightly, struggling and trying to get herself loose of whatever grabbed her. Soon she felt more things slither around her body, wrapping around her legs and pinning her arms to her back. Suddenly the lights turned on and she winces at the sudden brightness. And it was then she saw him, looking at her with, what she assumed, was a determined look. She looked at her body, noticing that she was being held by large cables and wires. She struggled harder, trying to free herself of her bonds.

"Don't struggle…" Her eyes widened as he said that and it made her struggle harder. "Please love…don't struggle; I don't want you to get hurt…"

She paused for a moment. What made her stop was the sincerity in his voice and a tinge of what sounded like…awkwardness?

"There, that wasn't so hard was it?" He coughed for a moment. "I actually wanted to talk to you about something…alone. Without _her_." He said, putting great emphasis on 'her'.

Chell looked at him, curious as to what he wanted. "

D-don't worry, I'm not going to kill you. I just…uh…this is really hard for me to talk about. As you know…the uh, tests aren't working anymore. And I just want to try one final thing…to fix this. I had hoped that you would help me, not that you would want to, considering how I have been and what not. Actually I am not even sure that…" He continued on as he used to, rambling.

She smiled slightly, there was still some Wheatley that she knew left in him. But what could he want her for? He stopped talking, looking at her occasionally as his eye darted around the room out of what looked like…nervousness? He cleared his throat.

"As I was saying I had hoped you might help me in a little experiment that might possibly help me with this…this itch. Do you … do you know what I am s-saying?"

Chell looked at him, her brows furrowing.

"I'll take that as a 'no'…umm…this is kinda…is kinda awkward for me. I wanted to…try what you humans try when you get your own 'itch' so to speak. Not that you get an actual itch that you need to scratch…umm…do you know what I mean?"

She shook her head no.

"Alright…perhaps I should elaborate. It involves certain parts… you do a thing…the people back before GLaDOS killed them all used to do it in the offices all the time…"

She squinted at him curiously, shaking her head no slowly.

Finally out of frustration, he yelled. "Ugh! I want to have sex with you!" He cringed back slightly, realizing what he just said.

Her eyes visibly widened at his statement, and a visible blush spread across her tan cheeks.

"I um…I wanted to…do it…I want to know what it's like…" He said, his eye glancing around nervously.

Chell just stared at Wheatley, the blush still present on her face. He kept looking back to her awkwardly.

"I'm…sorry. I just…want to know what it is like. I mean, I can feel pain…so I can feel pleasure too right. And I kind of…well…my emotions may be simulated, but they are real to me. I really…_really_ want to do this with you. I know, you have every right to say no if you have any reservations. But I'm asking-no- begging you. Please love…" He looked up at her, his eye looking like a wounded puppy.

Her gaze on him softened considerably and she felt her heart skip a beat. She had never done anything like that before, let alone with anyone. She knew what to do, but had never done it herself. He was right though, she had every right to deny him, but for all she knew this was just a ploy for her to let her guard down so he could kill her. But considering the situation she was in right now, if he really wanted to he would have done it sooner. Looking at him, she slowly nodded, having made up her mind. Wheatley gave a sigh in relief.

"Oh t-thank you so much! This is tremendous…umm…just thought I'd let you know, and it may be obvious, but just in case it isn't, I have never done this sort of thing before. But I did observe the scientists…sort of, and to lighten the mood…I think I should do this."

Suddenly, the silence was broken by slow and soft music, much akin to the classical music that he had played in one of the test chambers.

"Alright, all set. Now how to start this…" He looked up and down her body tentatively, observing her every curve.

"Let's see…what to do first…"

She watched him as he brought her closer. He looked so unsure and so…innocent. One of the wires binding her unraveled itself.

"I know! I think I'm supposed to…uh…" He inched the unraveled wire towards her shirt, but stopped short of touching it. He stammered,

"H-he…ummm…I t-think I…" 'What is wrong with me?' He thought, 'This should be easy to do…' The wire quivered slightly, and he realized that he was shaking. He was so nervous and he was afraid he was going to blow it. He looked at her, unsure whether to advance or not and she gave him a reassuring nod.

She took one of her hands, which was freed when he removed one of the cables, and tentatively took the cable that was hovering over her and guided it underneath her shirt. Wheatley began to stammer slightly, a little excited yet nervous.

"O-oh. Thank you…umm…your skin feels…skin feels so soft." He cleared his throat.

"A-and warm…" With uncertainty, he moved it around, rubbing it against her skin.

She exhaled softly, the blush on her face brightening. Carefully, he wrapped the cable around one of her breasts, stroking it and giving it a slight squeeze, which earned a soft moan coming from Chell. He jumped slightly at hearing that.

"Is that…is that a good thing?" She nodded at him. He shook his head happily and continued doing it, running the steel across her nipple lightly, earning a small gasp from her. He looked at her once more, needing a little more reassurance.

"A-are you sure you want to do this? Y-you can tell me no if you want…you know that right?"

She sighed, smiling at him. That was all the reassurance he needed to continue. He summoned another cable from the wall, using it to lift up her shirt, revealing her sports bra underneath.

"Right…now to get rid of this contraption. Can you…so kindly do it?" He unraveled her, allowing her to remove the sports bra, exposing her breasts.

"O-oh my…" he whispered. Curious, he took one of the serpentine cables and pressed it to one of her nipples, earning a small gasp from the cold metal touching it. He wrapped the two cables around them once more, teasing and squeezing them lightly. A small hum of contentment reverberated in the back of her throat as he did this. He took another cable and ran it down the length of her body, inciting an excited shiver from her. He continued down until he reached her orange jumpsuit.

"Now…to get rid of that…" He wrapped the cables around her to keep her from falling as he removed said jumpsuit, discarding it on the floor. He studied her body once more, his eyes trailing upwards and towards her face.

"You look…so beautiful…" He said very softly.

She blushed at his words, giving him a smile. For now, he just wanted to forget about all that has happened and get lost within her. He wrapped the cord around her, giving her a light squeeze. Getting closer to her, Wheatley continued to inspect what he had to do left. Taking off the long-fall boots was out of the question, it was just too complicated. But there was only one article of clothing left, and the thought of taking it off made his circuitry buzz with a mix of excitement and nervousness.

"L-let's see…all that's left is…" He slithered the cord down her mid-section and to her panties. He didn't take them off quite yet, but he noticed that there was a slight dampness to them. Curious, he ran it down the middle of the panties, warranting an excited gasp from Chell. He withdrew the cord a little bit, mostly from surprise. "Oh? Do you like that?" She blushed furiously, trying to hide her face in her shoulder. He ran the cord down the middle multiple times, earning more gasps from her. He continued to do it and noticed as it became a little damper, and he grew curious as to where it was coming from. Finally, curiosity having gotten the better of him, he snaked the cord underneath her panties, feeling around. He could hear Chell whimpering softly as he continued moving it around. Eventually he found the source of the wetness and realized what it was.

"Oh…OH! I see where that is coming from…" He chuckled nervously, looking at her. She just looked at him, her flushed face portraying how she was reacting to everything he was doing. He felt her excitement slowly begin to dribble down the cord. He took the tip of the cord and started to circle around the entrance teasingly, causing Chell to shiver with delight. After some time of doing this, he finally worked up the courage to take off the panties all together, leaving Chell completely exposed, save for the boots.

For the first time ever, he got to see his handy work, the dampness evident across her womanhood. He had never seen this part of a woman before, even when he saw the scientists doing it in the offices, and seeing this up close filled him with a range of excitement and curiosity.

"N-now…what to do next…" he stammered, a little nervous. He did not want to mess this up; he wanted it to be perfect for Chell. As he continued to look over her body, his feelings of want buzzed through his circuitry…and perhaps a little of something else? He couldn't place the feeling. He continued to toy with the entrance, making Chell whimper softly. He wasn't sure what to do next. He looked at her, hoping to find some answer to his predicament.

She took one of her free hands and beckoned him over to her. He blinked, his eyelid stuttering slightly and he brought her closer. She lightly grabbed his head and brought him into a tight hug, his head on her chest. He blinked, a little confused. Then he remembered that this was what humans called a 'hug'. He nuzzled his head into her chest, sighing softly. He hardly noticed as one of her hands left his head, but he noticed when said hand grabbed the cable.

"Wh-what are you doing?" he said, looking up at her nervously. She only smiled. "W-what…" his sentence was cut short as he felt the cable plunged deep into her, earning a shudder from Wheatley and a soft moan from Chell.

He looked down in disbelief. He could hardly believe how good it felt! She started to pull the cord out, and then push it back in, to show him how it was done. Wheatley nodded at her, confirming he knew what to do next. She returned her hand to his head, still hugging him tightly. He continued the motion, delving into her depths and back again. She began to moan very softly at first, and then it started to grow louder as he quickened his pace. He panted softly, the pleasure nearly overloading his circuits. Suddenly, that feeling he felt before came over him. He watched her every move, her every twitch. He watched as the sweat rolled down her lithe body. He looked into her clouded eyes and saw only want and another emotion that he could not describe. Then an itch came back, but not the itch for the dangerous tests he put her through, but another itch entirely. He wanted her, he wanted her bad. He wrapped the cords around her firmly, but not hard enough to hurt her. Then he lifts her up slightly, just above him and started to go faster and a little harder, earning loud moans and whimpers from the mute woman. His sensation circuits were nearly overloading from the intense waves of pleasure that courses through his body. He looked up at her and her at him. Their eyes locked and stayed that way. Her looked into those murky depths of her eyes and nearly got lost in them; lost in the pleasure. Then he started to get the feeling he would get when the itch would reach its crescendo; that point before Chell was just about to complete the test. But before he could reach it, he stopped. She looked down at him, confused. Both of them panted and she was sweating quite a bit.

"I want to make this last…just a little bit longer…"

This statement caused Chell to shiver with excitement. He thought for a moment at what to do next. Then, a thought came to mind and he looked up at her, his eye giving an elated look as he just thought of something clever.

"Oh my…I have an idea. And I think you are going to like this…" He said, chuckling softly. She simply looked at him, her interest piqued. He then summoned another cable from the wall. "You know what I am going to do with this? I am going to do something really stupendous…" He took the cord, circling around the entrance with the other cord still in it. She whimpered softly, and her eyes grew wide and she knew what he was about to do. Suddenly, he took the cord and slowly began to insert it in with the other cord, intertwining them together, causing Chell to shudder with excitement and a little bit of pain. Wheatley himself moaned, taking a momentary break to get used to the sensation as it was now double what it was before. He looked up at her for permission and she nodded. He withdrew and then thrust back in, earning and excited yelp from Chell. His blue eye dilated from the sheer pleasure that coursed through his circuits, causing his whole body to shudder along with parts of the room he controlled. He continued to do it, going faster and faster, nearly getting lost in the feeling. The cords around her breasts began to play with her nipples lightly and squeeze them, earning excited gasps from Chell. He continued to go faster and harder as he did so, and he started to reach that point from the itch once more. But he would not allow it to go over the edge, no; he would wait until she was satisfied. He owed her that much. And that time was coming quick as he felt her muscles clench against him. The sweat just poured off her lithe, tan body. She began to get louder and louder and her moans more high pitched.

Suddenly she went silent and he thought he did something wrong, until she let out a long moan, her climax hitting her like a storm. And that was the only cue he needed, allowing that feeling he had when he reached the climax of that itch to take over him. His circuitry screamed in pleasure and he involuntarily let out a moan himself, nearly blacking out from the experience.

This lasted for a few more seconds until he stopped and withdrew from her. He lowered himself and her towards the floor, laying her down ever so softly. He looked at her, sighing softly. Chell looked back at him, a wide and content smile crossing her fair features. She sat up, getting closer to his head and gave him a kiss. He hummed happily and they laid their heads together. And for once, everything was right in the world between them. Nothing could take this moment from them.

He looked at her, nudging her. She looked into his eye, curious. "You know what? She can have this body. All I want is you…I…I think…" Wheatley said, suddenly getting nervous again. She nodded, encouraging him. "I think…well. I know I haven't known you for too long, and I know that you are probably angry at me for trying to kill you. I mean, of course you'd be angry who wouldn't-"

She tapped him on the head lightly. "S-sorry, rambling again aren't I? W-well…well what I meant to say was…"

He took a deep breath, "IthinkIloveyou!"

Chell's eyes widened in surprise at his words.

"I know, you might never forgive me for what I did, I mean, I betrayed you. But if you could, just give me a chance. I love you, Chell. If anything…we could just be friends again, right? I mean…"

She put her finger to his head, indicating him to shush. She nodded at him, smiling. His expression grew excited.

"Wonderful! Wonderful! Let's get that woman back into this body before that…that 'itch' comes back again…"

And so GLaDOS was restored to her body, and with a lot of convincing, she let them both go. Chell and Wheatley, along with the Companion Cube, went out into the world. And for once, everything was perfect.

Go ahead, flame do whatever you want. I enjoyed writing this. And it has been a while since I wrote so I'm a little rusty.


	2. Public Service Announcement!

**Update**: I have been thinking lately, and to be honest I'm just not quite satisfied with the story overall. I originally wrote this for a friend along with a picture (which is very naughty indeed). I know, I kind of rushed the ending and I mostly did it to post it up so she could read it. Much of what I put in this story was at the behest of my friend. But overall I am not satisfied with it.

So the itinerary for the story is this: I am going to edit the ending to the first chapter a bit. Then I am going to post an alternate version of this story (the chapter would be labeled as such) with a slightly different scene. It may seem similar, but it will have changed in a sense.

On a final note, if I get enough requests I might be inclined to continue the story. But that is only IF I get a certain amount of requests for it. I will be working on it in my spare time.

Thank You to all who reviewed and gave me your feedback. You collaboration was much appreciated.

Also: Continue Testing!


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